(1) A corporate name for the corporation that satisfies the
requirements of section four hundred one, article four of this
chapter;

(2) A statement that the corporation is nonprofit and that the
corporation may not have or issue shares of stock or make
distributions;

(3) Whether the corporation is to have members and, if it is
to have members, the provisions required by section six hundred
one, article six of this chapter to be set forth in the certificate
of incorporation;

(4) The mailing address of the corporation's initial
registered office, if any, and the name of its initial registered
agent at that office, if any;

(5) The name and address of each incorporator;

(6) The mailing address of the corporation's principal office;
and

(7) An e-mail address where informational notices and
reminders of annual filings may be sent, unless there is a
technical inability to comply.

(b) The articles of incorporation may set forth:

(1) The names and addresses of the individuals who are to
serve as the initial directors;

(2) Provisions not inconsistent with law regarding:

(A) Managing and regulating the affairs of the corporation; or

(B) Defining, limiting and regulating the powers of the
corporation, its board of directors and members or any class of
members;

(3) Any provision that under this chapter is required or
permitted to be set forth in the bylaws;

(4) A provision eliminating or limiting the personal liability
of a director to the corporation or its members for monetary
damages for any action taken, or any failure to take any action, as
a director or member, except liability for: (A) The amount of a
financial benefit received by a director or member to which he or
she is not entitled; (B) an intentional infliction of harm on the
corporation or the members; (C) a violation of section eight
hundred thirty-three, article eight of this chapter regarding
unlawful distributions; or (D) an intentional violation of criminal
law; and

(5) A provision permitting or making obligatory
indemnification of a director for liability as that term is defined
in section eight hundred fifty, article eight of this chapter to
any person for any action taken, or any failure to take any action,
as a director, except liability for: (A) Receipt of a financial
benefit to which he or she is not entitled; (B) an intentional
infliction of harm on the corporation or its members; (C) a
violation of section eight hundred thirty-three, article eight of
this chapter for unlawful distributions; or (D) an intentional violation of criminal law.

(c) The articles of incorporation need not set forth any of
the corporate powers enumerated in this chapter.

Note: WV Code updated with legislation passed through the 2014 1st Special Session
The WV Code Online is an unofficial copy of the annotated WV Code, provided as a convenience. It has NOT been edited for publication, and is not in any way official or authoritative.